Marriott gives exchange results for $1.56 billion of Starwood notes

By Susanna Moon

Chicago, Dec. 19 – Marriott International, Inc. announced the results of its offer to issue new notes in exchange for $1,556,404,000 of five note series issued by Starwood Hotels & Resorts Worldwide, LLC.

The exchange ended at 11:59 p.m. ET on Dec. 16, with the final tender tally as follows:

• $322,947,000, or 87.14%, of the $370,626,000 of 6.75% notes due 2018, up from tenders for $322,947,000 as of 5 p.m. ET on Dec. 2, the early tender date. Marriott is offering new 6.75% series S notes due 2018;

• $180,736,000, or 86.29%, of the $209,445,000 of 7.15% notes due 2019, compared with $180,707,000, or 86.28%, of early tenders. Marriott is offering new 7.15% series T notes due 2019;

• $290,974,000, or 89.16%, of the $326,333,000 of 3.125% notes due 2023, compared with $286,221,000, or 87.71%, of early tenders. Marriott is offering new 3.125% series U notes due 2023;

• $317,836,000, or 90.81%, of the $350 million of 3.75% notes due 2025, compared with $317,732,000, or 90.78%, of early tenders. Marriott is offering new 3.75% series V notes due 2025; and

• $277,607,000, or 92.54%, of the $300 million of 4.5% notes due 2034, compared with $277,067,000, or 92.36%, of early tenders. Marriott is offering new 4.5% series W notes due 2034.

In each case, Marriott was offering $1,000 of new notes plus $1.00 in cash for each $1,000 principal amount of existing notes tendered by the early deadline.

The total amount includes an early premium of $30.00 per $1,000 principal amount.

Holders who tendered their notes for exchange after the early deadline will receive $970 principal amount of Marriott notes per $1,000 principal amount plus a cash amount of $1.00.

The Marriott notes to be issued in exchange will have the same interest rate and maturity date as the tendered Starwood notes, as well as identical interest payment dates and optional redemption terms.

No accrued interest will be paid on the Starwood notes in the exchange but the first interest payment for each series of Marriott notes issued in the exchange will accrue from the most recent interest payment date for the corresponding Starwood notes.

Along with the exchange, the company also was soliciting consents to amend the Starwood notes for the name change.

Marriott said that an S-4 registration statement for the exchange has been filed with the Securities and Exchange Commission but has not yet been declared effective.

The dealer manager is Deutsche Bank Securities (212 250-2955 or 866 627-0391). The information agent is Global Bondholder Services Corp. (212 430-3774, 866 470-4300 or contact@gbsc-usa.com).

Marriott is a lodging company based in Bethesda, Md. Starwood, formerly known as Starwood Hotels & Resorts Worldwide, Inc., is a Stamford, Conn.-based hotel and leisure company.

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